H E A L T H C O R P O R A T E & F I N A N C I A L S E R V I C E S

Transcription

1 2006 Annual Report

2 Wolters Kluwer is The Professional s First Choice for information, tools, and solutions that help professionals make their most critical decisions effectively and improve their productivity. The Professional s First Choice HEALTH CORPORATE & FINANCIAL SERVICES Wolters Kluwer Health is the leading global provider of content for healthcare professionals, serving physicians, nurses, allied health professionals, pharmacists, academics, payers, and the life sciences with solutions for research and development, at the point-of-learning, the point-of-dispensing, and the point-of-care. Wolters Kluwer Corporate & Financial Services has a leading, comprehensive portfolio of products, services, and solutions to empower professionals in the legal, banking, securities, and insurance markets in the United States. TAX, ACCOUNTING & LEGAL LEGAL, TAX & REGULATORY EUROPE Wolters Kluwer Tax, Accounting & Legal is a premier provider of research, software, and workflow tools in tax and accounting and in specialized key practice areas in the legal and business compliance markets in the United States, Canada, Asia Pacific, and Europe. Wolters Kluwer Legal, Tax & Regulatory Europe offers a broad range of information, software, and services to its professional customers in the European legal; fiscal/financial; human resources; public and government administration; health, safety, and environment; and transport markets. EDUCATION Wolters Kluwer Education holds market-leading positions in primary, secondary, and vocational education in seven European countries, providing high-quality content, didactic understanding, and the latest technology to offer educators and students new, more effective and engaging ways of teaching and learning.

3 United States & Canada customers Accounting firms Accounting professionals Allied health professionals Banking professionals Banks Brokerage companies Broker-dealers and investment advisers Business compliance professionals Business executives Corporate law departments Corporate legal counsel Corporate tax and auditing departments Corporations Credit unions Doctors Finance professionals Government agencies Healthcare students and teachers Hospital administrators Human resources professionals Indirect lenders Insurance firms Insurance professionals Law firms Lawyers Lecturers Legal educators Legal professionals Life sciences executives, researchers, developers, marketers, and sales professionals Managed care professionals Medical, scientific, and academic researchers Mortgage lenders Mutual fund companies Nurses Pharmacists Physicians Professional society members Regulatory professionals Securities professionals Students Tax advisors Thrift institutions Latin America customers Allied health professionals Business executives Doctors Healthcare students and teachers Hospital administrators Life sciences executives, researchers, developers, marketers, and sales professionals Managed care professionals Medical, scientific, and academic researchers Nurses Pharmacists Physicians Students Health Corporate & Financial Services Tax, Accounting & Legal Legal, Tax & Regulatory Europe Education

4 Europe customers Accounting firms Accounting professionals Allied health professionals Business compliance professionals Business executives Corporate legal counsel Corporate tax and auditing departments Corporations Doctors Government agencies Healthcare students and teachers Hospital administrators Human resources professionals Law firms Lawyers Lecturers Legal educators Legal professionals Life sciences executives, researchers, developers, marketers, and sales professionals Managed care professionals Medical, scientific, and academic researchers Nurses Parents Pharmacists Physicians Regulatory professionals Students Tax advisors Teachers Transport professionals Asia customers Accounting firms Accounting professionals Allied health professionals Business compliance professionals Business executives Corporate legal counsel Corporate tax and auditing departments Corporations Doctors Government agencies Healthcare students and teachers Hospital administrators Law firms Lawyers Lecturers Legal educators Legal professionals Life sciences executives, researchers, developers, marketers, and sales professionals Managed care professionals Medical, scientific, and academic researchers Nurses Pharmacists Physicians Regulatory professionals Students Tax advisors Australia & New Zealand customers Accounting firms Accounting professionals Allied health professionals Business compliance professionals Business executives Corporate legal counsel Corporate tax and auditing departments Corporations Doctors Government agencies Healthcare students and teachers Hospital administrators Law firms Lawyers Lecturers Legal educators Legal professionals Life sciences executives, researchers, developers, marketers, and sales professionals Managed care professionals Medical, scientific, and academic researchers Nurses Pharmacists Physicians Regulatory professionals Students Tax advisors

5 Wolters Kluwer 2006 Annual Report

6 Table of Contents THE PROFESSIONAL S FIRST CHOICE 4 MESSAGE FROM THE CHAIRMAN 7 EXECUTIVE BOARD 10 REPORT OF THE EXECUTIVE BOARD Strong Foundation to Accelerate Profitable Growth 18 REPORT OF THE SUPERVISORY BOARD Report of the Supervisory Board 80 Remuneration Report 84 Wolters Kluwer 2006 Annual Report SUPERVISORY BOARD 12 FINANCIAL HIGHLIGHTS 14 The Professional s First Choice illustrated by four dedicated sections of this report Create illustrates the look and feel of the Outlook 20 Dividend 21 Divisions Health 22 Corporate & Financial Services 28 Tax, Accounting & Legal 34 Legal, Tax & Regulatory Europe 40 Education 45 Personnel, Organization & Stakeholder Communications Financial Developments 58 transformed, agile, and innovative customer-focused Wolters Kluwer Pride shares the special honors, awards, and prizes that Wolters Kluwer s products and employees have received Risk Management 65 Corporate Governance 72 Value shows the partnership and deep knowledge that give Wolters Kluwer and its customers a competitive advantage Passion conveys Wolters Kluwer s authentic and dedicated leadership that fosters an environment of commitment and enthusiasm

7 FINANCIAL STATEMENTS note 20 Employee Benefits 132 note 21 Provisions for Restructuring Commitments 135 OTHER INFORMATION Consolidated Income Statement 91 note 22 Equity Year Key Figures 160 Consolidated Balance Sheet 92 note 23 Share-based Payments 138 Information for Shareholders and Investors 162 Consolidated Cash Flow Statement 94 note 24 Related Party Transactions 140 Report of the Wolters Kluwer Preference Consolidated Statement of Recognized note 25 Commitments and Shares Foundation 166 Income and Expense 95 Contingent Liabilities 141 Corporate Staff & Contact Information 168 note 26 Audit Fees Calendar 169 NOTES TO THE CONSOLIDATED note 27 Remuneration of the Executive Board FINANCIAL STATEMENTS and Supervisory Board 142 Index 170 note 28 Accounting Estimates and Notes to the Consolidated Judgments 145 Overview of Wolters Kluwer Divisions, Financial Statements 98 Business Units & Brands 172 note 1 Benchmark Figures 111 note 2 Segment Reporting 114 note 3 Acquisitions and Disposals 116 note 4 Personnel Expenses 118 note 5 Amortization and Depreciation 119 FINANCIAL STATEMENTS OF WOLTERS KLUWER NV Financial Statements of Wolters Kluwer nv note 6 Exceptional Restructuring Notes to the Financial Statements Expense 119 of Wolters Kluwer nv 150 note 7 Financing Results 119 note 8 Income Tax Expense 120 note 29 Personnel Expenses 150 note 9 Minority Interests 121 note 30 Financial Assets 151 note 10 Intangible Assets 122 note 31 Accounts Receivable 151 note 11 Property, Plant and Equipment 124 note 32 Current Liabilities 152 note 12 Investments in Associates 124 note 33 Provisions 152 note 13 Financial Assets 125 note 34 Shareholders Equity 153 note 14 Deferred Tax Assets note 35 Commitments and and Liabilities 126 Contingent Liabilities 154 note 15 Inventories 127 note 16 Trade and Other Receivables 128 Other Information on the note 17 Cash and Cash Equivalents 128 Financial Statements 155 note 18 Other Current Liabilities 128 note 19 Financial Instruments 129

8 Content in Context The Professional s First Choice At Wolters Kluwer, we excel at creating high-quality content for use in a professional context in the fields of health, corporate services, finance, tax, accounting, law, regulation, and education. Utilizing the latest technologies, we ensure that our customers have the solutions they need, when they need them, and in the media best suited to their requirements. We are continuously engaged in an ongoing exchange of expertise and ideas with our customers about their work. This partnership in innovation is fundamental to meeting our commitment to the lawyers, doctors, nurses, accountants, tax advisors, teachers, and business executives we serve. Knowledge of their professional workflows and the ability to apply emerging technologies to make them more efficient and productive are at the heart of our competitive advantage. Wolters Kluwer 2006 Annual Report 4 WOLTERS KLUWER 2006 ANNUAL REPORT

9 Wolters Kluwer s strategy Accelerate profitable growth through four strategic actions to deliver enhanced value for our customers, investors, and employees. Grow our leading positions Capture key adjacencies Exploit global scale and scope Institutionalize operational excellence Wolters Kluwer s company values Our five company values connect all Wolters Kluwer employees and support the successful execution of our strategy. Customer focus We develop products, services, and solutions with our customers needs in mind. We listen to our customers and treat them with professionalism, honesty, and respect. Innovation We create bold and forward-looking solutions that combine the latest technologies with our unmatched subject matter expertise and deep knowledge of our customers. Accountability We take full responsibility for our actions and performance, and for meeting customers needs and shareholders expectations. We keep our promises. Integrity We are direct, honest, transparent, and fair in our business dealings. We encourage diversity and respect the ideas and points of view of others. Value creation We create value for our customers, employees, and shareholders. We strive for excellence in everything we do. 5 THE PROFESSIONAL S FIRST CHOICE

10 Nancy McKinstry CEO and Chairman of the Executive Board

11 Successful completion of three-year strategy Message from the Chairman On September 27, 2006, Wolters Kluwer presented its strategic priorities for 2007 and beyond. We described a strategy to accelerate profitable growth that leverages our strengths superior content and technology, deep customer relationships, and market-leading brands and provides a roadmap for focused and rigorous execution. Three years of persistence and dedication from Wolters Kluwer s management and employees, along with support from our shareholders, culminated in the announcement we made that day. Wolters Kluwer has been transformed into a customer-focused operating company that is far more agile and innovative than ever before. Going forward, our strategy builds on the strong foundation we have established, and provides a clear and compelling plan to accelerate growth and enhance value for our customers, employees, and shareholders. Successful completion of three-year strategy 2006 marked the successful completion of our three-year strategic plan to strengthen and transform Wolters Kluwer. We have delivered on the promises we made in 2003 to invest in growth, realize operating and cost efficiencies, and instill a strong commitment to our core customers and markets. In 2006, Wolters Kluwer continued to achieve strong financial results, consistent with the plans and targets we set for the year. Revenues grew by 9% to 3,693 million. Importantly, organic growth was 3%, demonstrating clear momentum behind the company s efforts to invest in expanding our leading market positions. Revenues from electronic products increased significantly, growing 23% in This growth occurred across all divisions, highlighting the importance of integrated content and software products to our overall growth program. Ordinary operating margins improved to 17% from 16% in the prior year, reflecting the significant savings that have resulted from our three-year effort to achieve operating efficiencies and restructure underperforming business units. Diluted ordinary earnings per share increased by 16% to Free cash flow also increased to 443 million, providing us with the financial resources to drive growth and transform the company as well as return value to our shareholders through dividends. Reflecting the strength of these financial results, Wolters Kluwer has proposed a dividend increase of 5% for WOLTERS KLUWER 2006 ANNUAL REPORT

12 Strength across all markets Each division within Wolters Kluwer advanced its strategic position to deliver higher revenue growth than the prior year. The Health division continued to improve its market position through new product development, as well as the acquisition of the Healthcare Analytics business and ProVation Medical. Corporate & Financial Services delivered strong revenue growth across all of its lines of business, supported by robust economic growth in the United States. Tax, Accounting & Legal grew organically by expanding its tax and accounting platform to serve customers more broadly with integrated content and software suites. The division s TaxWise and ATX/Kleinrock acquisitions further extended its leadership in the small-firm segment of the tax market. Legal, Tax & Regulatory Europe successfully completed its restructuring program, achieving modest organic revenue growth for the first time in three years and improving its profitability significantly. The Education division also enhanced its growth and profitability over the prior year. Deep knowledge of our professional customers is fundamental to our market leadership and provides Wolters Kluwer with a competitive advantage. In 2006, we developed a comprehensive customer insight program that embeds the voice of the customer in each phase of the product life cycle, from innovation and design through product launch and portfolio management. This focus on knowing and learning from our customers, understanding their needs, and keeping their priorities as ours will continue to be central to our strategy for accelerating growth. Well-positioned to accelerate profitable growth Our strategy for 2007 continues to support our vision for Wolters Kluwer: to be The Professional s First Choice, providing the information, tools, and solutions to help professionals make their most critical decisions effectively and improve their productivity. Our strategy builds on the success of our transformation and focuses on four strategic actions. Wolters Kluwer 2006 Annual Report Grow our leading positions We will strengthen our leading positions in core vertical markets by continuing to invest in new and enhanced products as well as expanded sales and marketing initiatives. These efforts will be targeted at products and programs which provide opportunities to participate more deeply in our customers workflows. Capture key adjacencies We will expand into attractive adjacent customer segments and markets which leverage our leading positions, brands, and technology platforms and offer opportunities to extend the growth potential of our core markets. Exploit global scale and scope We will expand our global footprint in new and emerging markets and selectively extend our product lines and platforms on a worldwide basis. With our deep understanding of local markets and wide geographic reach, Wolters Kluwer is well-positioned to benefit from globalization. Our efforts will be targeted at growing our market positions in Asia, particularly China and India, continuing to extend our leadership position in Eastern Europe, and expanding our Health product portfolio in Latin America and Spain. We also have begun to extend certain product lines internationally, allowing us to leverage our investments and common platforms across multiple markets. 8 WOLTERS KLUWER 2006 ANNUAL REPORT

13 Institutionalize operational excellence We will pursue opportunities to achieve greater effectiveness and efficiency by instilling a culture of continuous improvement throughout our operations. Our efforts will be focused on expanding our offshoring program in IT and other functions, continuing to build shared services in North America and Europe, and accelerating our sourcing initiatives. Our strategy for 2007 and beyond will result in sustained and profitable growth and enhanced value for our shareholders. Wolters Kluwer is committed to continuous improvement in our capital efficiency through strong cash flow, improved return on invested capital, and a progressive dividend policy. As Wolters Kluwer embarks on this strategy, we have begun to explore strategic options for the Education division. We have concluded that this is an opportune time to examine alternatives for the business which will provide it with the best opportunities for future expansion, and our shareholders with enhanced value. Committed leadership team Throughout this period of transformation, we have invested in people and strengthened our leadership with a diversity of talents. During the last three years, Wolters Kluwer has increased its organizational capabilities in content, technology, and sales and marketing across all divisions to support our expansion and globalization efforts. The company has supported these initiatives with a talent management program designed to identify, develop, and retain key employees. A committed and skilled management team, with a shared vision and a passion for growth, is required to continue the successful execution of our long-term strategy. Confidence in our future Over the past three years we implemented our strategy for strengthening and transforming Wolters Kluwer with intensity and, as a result, we have good momentum as we enter We thank you, our shareholders, for your willingness to take a long-term view of the company and for the trust you have placed in us to effect this transformation. Wolters Kluwer today is a very different company than it was in Our focus on customers, products, and people has made us a leader in our markets. For this, I especially want to thank our employees and management team. I look forward to 2007 and have confidence in our ability to accelerate profitable growth. It is a very exciting time to be at Wolters Kluwer. Nancy McKinstry CEO and Chairman of the Executive Board 9 MESSAGE FROM THE CHAIRMAN

14 Nancy McKinstry, Chairman Boudewijn Beerkens Executive Jean-Marc Detailleur Board Nancy McKinstry focused on assignments in the media and and Recovery team. Previously, he held a United States, 1959 technology industries. position at Vendex do Brasil where he was Chief Executive Officer and Ms. McKinstry is a member of the Boards of charged with responsibility for strategic Chairman of the Executive Board Directors of leading telecom supplier Ericsson, development of the food division in Brazil. since September 1, 2003 the American Chamber of Commerce in the His banking expertise derives from his time Member of the Executive Board Netherlands, and TiasNimbas Business School. with Citicorp Investment Bank in London. since June 1, 2001 She is a member of the Advisory Council of Mr. Beerkens is a member of the Supervisory Nancy McKinstry is CEO and Chairman of ABN AMRO Holding nv and the Advisory Board Board of Goedland nv, a member of the the Executive Board of Wolters Kluwer. Since for the University of Rhode Island. Executive Committee of Amsterdam Partners, being named to her position in 2003, she Ms. McKinstry earned her MBA in Finance and a member of the Advisory Committee of has focused on creating an organization that Marketing from Columbia University, New Bencis Capital Partners, a member of the delivers superior value to customers and York, and Bachelor of Arts degree in Economics Council of Trustees of the RCOAK (Roomsch Wolters Kluwer 2006 Annual Report shareholders. Before assuming her present position, Ms. McKinstry gained more than a decade of experience at Wolters Kluwer and its operating companies in North America. Most recently she was an Executive Board Member of the company and previously served as CEO of Wolters Kluwer s operations in North America. from the University of Rhode Island, Kingston, where she graduated Phi Beta Kappa. In May 2005, she was awarded the honorary degree of Doctor of Laws by the University of Rhode Island in recognition of her contributions to business. Boudewijn Beerkens Catholijk Oude Armen Kantoor), and a Founding Friend of the United World Colleges Nederland. Mr. Beerkens earned his MBA degree in Business Administration from the Rotterdam School of Management of the Erasmus University, Rotterdam, and a master s degree in Dutch Civil Law and Notarial Law from the She also was President and CEO of CCH Legal The Netherlands, 1963 Free University, Amsterdam. Information Services, now a part of Wolters Chief Financial Officer Kluwer s Corporate & Financial Services since November 1, 2002 Jean-Marc Detailleur division. Earlier, Ms. McKinstry held product Member of the Executive Board France, 1947 management positions with CCH INCORPO- since May 1, 2003 Member of the Executive Board RATED, now part of Wolters Kluwer s Tax, Boudewijn Beerkens has been CFO of Wolters since January 1, 1999, through May 2007 Accounting & Legal division. During her tenure Kluwer since November 2002 and a member Jean-Marc Detailleur is member of the at CCH, the company emerged as a leading of the Executive Board since May Executive Board of Wolters Kluwer, with provider of electronic publishing products. Mr. Beerkens is responsible for the corporate responsibility for Teleroute, Human Resources, In 1999, Ms. McKinstry worked as CEO of SCP areas of Accounting, Business Analysis & and Sustainable Entrepreneurship. Prior to Communications, a medical information Control, Internal Audit and Internal Controls, assuming his present position, he was Resident company, before rejoining Wolters Kluwer Investor Relations, Mergers & Acquisitions, Director of Wolters Kluwer France. Before to head North American operations. Early in Risk Management, Taxation, and Treasury. joining Wolters Kluwer in 1989, Mr. Detailleur her career, she held management positions Prior to joining Wolters Kluwer, Mr. Beerkens held a succession of senior positions with with Booz Allen Hamilton, an international was Managing Partner at Pricewaterhouse- Lamy and Groupe Liaisons. Previously, he held management-consulting firm, where she Coopers, responsible for the Corporate Finance several human resources and operational 10 WOLTERS KLUWER 2006 ANNUAL REPORT

15 Boudewijn Beerkens Nancy McKinstry Jean-Marc Detailleur positions, including with Groupe DMC, Hachette, and Pechiney. Mr. Detailleur was Chairman of the FNPS (Federation Nationale de la Presse d Information Specialisée) from and Chairman of ECHR (European Club of Human Resources) in Brussels from He holds a Diplôme d Etudes Supérieures de Droitand, a Diplôme d Etude Supérieures de Sciences Politiques as well as a Diplôme de l Institut d Etudes Politiques de Paris. Mr. Detailleur will retire from the Executive Board as of May EXECUTIVE BOARD

16 Adri Baan, Chairman Harry Pennings, Deputy Chairman Len Forman Jane Frost Stuart James Supervisory Board Henk Scheffers Peter Wakkie Adri Baan, Chairman Supervisory directorships and other positions in Need Ltd (United Kingdom) The Netherlands, 1942 Chairman of the Supervisory Boards of Supervisory Council Member and Chair of Appointed in 2002, current term until 2010 Essent nv, NV Industriebank LIOF, and AZL nv HTI Education Trust; Fellow, Chartered Institute Member of the Selection and Remuneration Member of the Supervisory Boards of Océ nv of Marketing; and Fellow, Royal Society of Arts Committee and Member of the Audit (until April 2006) and Berenschot Holding bv (United Kingdom) Committee Len Forman Stuart James Position United States, 1945 Australia, 1948 Former Executive Board Member of Royal Appointed in 2005, current term until 2009 Appointed in 2006, current term until 2010 Philips Electronics nv Member of the Selection and Remuneration Committee and Member of the Audit Position Supervisory directorships and other positions Committee Former Group Managing Director and CEO Wolters Kluwer 2006 Annual Report Chairman of the Supervisory Board of Hagemeyer nv Member of the Supervisory Board of Océ nv Deputy Chairman of the Supervisory Board of Koninklijke Volker Wessels Stevin nv Non-Executive Director of ICI Ltd. (United Kingdom) and International Power Plc. (United Kingdom) Position Former Executive Vice President and Chief Financial Officer of the New York Times Company (United States) Supervisory directorships and other positions Non-Executive Director and Chairman of Mayne Group Ltd. Former Managing Director of the Colonial State Bank (formerly State Bank of New South Wales) Supervisory directorships and other positions Non-Executive Director and Chairman of Australia Pacific Paper Manufacturers, Balnave Corporate Ltd., Coneco Ltd., and Chairman of the Supervisory Committee of of the Audit Committee of TechTarget Inc. Gold Pharma Ltd. (Australia) the Authority for the Financial Markets, (United States) Non-Executive Director of Prime Financial Group (the Netherlands) (formerly AVFM) (Australia) Chairman of the Trust Office KASBANK nv Jane Frost Member of the Advisory Board of Gresham (the Netherlands) United Kingdom, 1957 Private Equity Ltd. (Australia) Appointed in 2001, current term until 2009 Harry Pennings, Deputy Chairman Henk Scheffers The Netherlands, 1934 Position The Netherlands, 1948 Appointed in 1995, current term until 2007 Director, Individual Customer Unit of Appointed in 2004, current term until 2008 Chairman of the Selection and Remuneration HM Revenue & Customs (United Kingdom Chairman of the Audit Committee Committee Government) Position Position Supervisory directorships and other positions Member of the Executive Board of Directors Former Chairman of the Executive Board Non-Executive Director and Trustee of Lowry of SHV Holdings nv of Océ nv Arts Centre (United Kingdom) Non-Executive Director of BBC Children 12 WOLTERS KLUWER 2006 ANNUAL REPORT

17 Len Forman Peter Wakkie Harry Pennings Henk Scheffers Jane Frost Adri Baan Stuart James Supervisory directorships and other positions Chairman of the Investment Committee of NPM Capital nv Member of the Supervisory Board of Koninklijke Friesland Foods nv Peter Wakkie The Netherlands, 1948 Appointed in 2005, current term until 2009 Position Chief Corporate Governance Counsel and member of the Executive Board of Koninklijke AHOLD nv Supervisory directorships and other positions Member of the Supervisory Board of Schuitema nv 13 SUPERVISORY BOARD

18 Financial Highlights Revenues Revenues, in millions of euros [1] , , , ,693 Health Corporate & Financial Services Tax, Accounting & Legal Legal, Tax & Regulatory Europe 1, , , , Education Organic revenue growth (%) (2) Wolters Kluwer 2006 Annual Report [1] The 2003 figures referred to in this Annual Report were prepared in accordance with Dutch GAAP. The figures relating to the years are based upon IFRS. Revenues by media, in % Electronic: Internet / online Software / CD-ROM Print Services WOLTERS KLUWER 2006 ANNUAL REPORT

19 Geographical spread of revenues, in % Europe North America Asia Pacific Rest of the world Ordinary EBITA Ordinary EBITA, in millions of euros Health Corporate & Financial Services Tax, Accounting & Legal Legal, Tax & Regulatory Europe Education Corporate (43) (42) (45) (39) Ordinary EBITA margin (%) FINANCIAL HIGHLIGHTS

20 2006 Highlights and Key Performance Indicators % change in millions of euros (unless otherwise indicated) % change in constant currencies Revenues 3,693 3, Organic revenue growth (%) 3 2 Ordinary EBITA Ordinary EBITA margin (%) EBITA EBITA margin (%) Ordinary net income Diluted ordinary EPS ( ) Free cash flow Diluted free cash flow per share ( ) Cash conversion ratio Return on invested capital (%) 7 7 Ultimo number of FTEs 18,871 17,419 8 IFRS figures Operating profit Profit for the year, attributable to equity holders of the parent Diluted EPS ( ) Wolters Kluwer 2006 Annual Report Stock listing Euronext Amsterdam: WLSNc.NA (Bloomberg), WLSNc.AS (Reuters); security code 39590, ISIN code NL ; included in the AEX and Euronext 100 indices 16 WOLTERS KLUWER 2006 ANNUAL REPORT

21 Report of the Executive Board

22 2006 was a pivotal year for Wolters Kluwer as the company successfully completed its three-year plan to transform and strengthen the company. Strong Foundation to Accelerate Profitable Growth Wolters Kluwer 2006 Annual Report Strategy and vision 2006 was a pivotal year for Wolters Kluwer as the company successfully completed its three-year plan, initiated in October 2003, to transform and strengthen the company. Over the last three years, Wolters Kluwer has invested in growth around its leading market positions, reduced costs through structural improvements, reorganized the business to get closer to its customers, and strengthened its financial position. The transformation plan, completed in 2006, created a strong foundation for Wolters Kluwer as it enters the next era. The company is accelerating profitable growth with its strategy for 2007 and beyond, announced on September 27, 2006, through four strategic actions: Grow leading positions in core vertical markets Capture key adjacencies Exploit global scale and scope Institutionalize operational excellence The strong vertical market positions that Wolters Kluwer has established through a combination of deep customer knowledge, content expertise, and technology know-how, in the context of highly acclaimed and trusted brands, are at the core of this growth program going forward. Leveraging these strengths provides Wolters Kluwer with opportunities to expand its market-leading positions by participating more deeply in professionals workflows through integrated products and services. Growth in 2007 and beyond will include expansion into adjacent markets and greater globalization. Across the company, Wolters Kluwer is targeting specific adjacencies, including new customer segments and markets, that enable it to build from its existing positions to capture additional growth opportunities. Similarly, the company is leveraging its assets and capabilities to expand its global presence in new and emerging markets by selectively extending its product lines and platforms. Underpinning this emphasis on growth is a continuous drive for operational excellence - a relentless focus on improving efficiencies throughout the business provides Wolters Kluwer with opportunities to enhance customer relationships, improve time to market with new products, and increase operating margins. The strategy is supported by the company s vision to be The Professional s First Choice, providing information, tools, and solutions to help customers make their critical decisions effectively and improve their productivity. 18 REPORT OF THE EXECUTIVE BOARD